Calumet, Inc. /DE
For the period ended Sep 30, 2026. Filed Nov 6, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 6, 2026
CLMT$39.64-8.6%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-07.
0002013745-26-000024
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-06.
0002013745-26-000036
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 167 previous paragraphs and 179 current paragraphs.
93 unchanged; 46 reworded; 37 added; 28 removed; 0 previous and 3 current paragraphs rearranged.
Tables are not compared: 23 previous and 23 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (37)
Current report
On September 11, 2026, the Company entered into the Eleventh Amendment to the Third Amended and Restated Credit Agreement (the "Eleventh Amendment"). The Eleventh Amendment modified the Credit Agreement to provide for an increase in commitments from $500.0 million to $600.0 million, subject to borrowing base limitations as well as other changes. Refer to Note 6 — “Long-Term Debt” under Part I, Item 1 “Financial Statements — Notes to Unaudited Condensed Consolidated Financial Statements” for additional information.
Current report
First Amendment to Loan Guarantee Agreement and CMR Lease
Current report
On August 28, 2026, MRL and the DOE entered into the First Amendment to the existing Loan Guarantee Agreement ("First Amendment to DOE Loan", "DOE Loan") The First Amendment to DOE Loan changes the nature of the expansion project of MRL's renewable fuels facility in Great Falls, Montana from a large new-build project to a project that is primarily repurposing existing equipment previously in crude oil service. Further, instead of a longer-term, large-scale project, the project is now structured as a series of smaller, defined scopes of work. Due to the more capital efficient nature of the revised project, the Company and DOE reduced the maximum principal amount under the DOE Loan to $815.8 million. The Company received proceeds of $34.0 million upon completion of the First Amendment to DOE Loan. Refer to Note 6 — “Long-Term Debt” under Part I, Item 1 “Financial Statements — Notes to Unaudited Condensed Consolidated Financial Statements” for additional information.
Current report
On November 4, 2026, Calumet Montana Refining, LLC ("CMR"), a restricted subsidiary of the Company, entered into a long-term lease agreement with MRL for certain CMR assets to be used in the MaxSAF® expansion, including a hydrotreater, hydrogen plant, naphtha splitter, and equipment to recover renewable propane. The lease is expected to provide CMR and the Restricted Group with approximately $30.0 million of annual lease income from the Unrestricted Group, subject to certain adjustments. The leased assets will enable MRL to increase SAF production volume, capture renewable propane, reduce naphtha yield, and increase total throughput, while CMR will continue to operate its specialty asphalt production facility in a new configuration following the asset lease. The completion of this lease provides MRL's renewables facility with a more capital efficient expansion approach in support of the First Amendment to the DOE Loan discussed above.
Current report
EPA Small Refinery Exemption for 2025 Compliance Year
Current report
On August 31, 2026, the EPA notified the Company that we were successful in receiving full exemptions on two small refinery exemption petitions filed by the Company for the 2025 compliance year. The Company's balance sheet liability accrual was reduced by approximately 71 million RINs, which were valued at approximately $170.5 million as of June 30, 2026. The remaining RIN balance sheet liability of approximately 129 million RINs were valued at approximately $309.7 million as of June 30, 2026 include the 2022-24 partial exemptions, which remain under discussion with the EPA. In addition, the partial exemptions are under judicial review, along with legal challenges brought by other industry participants.
Current report
Third Quarter 2026 Update
Current report
We recently announced plans to significantly expand our SAF capacity by repurposing proven, installed refining equipment from the adjacent Montana specialty asphalt facility. Through this expansion, Montana Renewables expects to reach approximately 200 million gallons of annual SAF production and 17,000 barrels per day of total product sales by year-end 2028. The centerpiece of the revised plan is the redeployment of selected Montana specialty asphalt facility assets — a hydrotreater, hydrogen plant, and naphtha splitter — to Montana Renewables under a long-term lease. The tied-in hydrotreater creates a proprietary dual reactor system that runs in a “polishing” service rather than the industry-standard “cracking” service, delivering competitively advantaged SAF yields while lowering by-product production and reducing yield loss. Several additional modular components, including a third renewable fuels reactor currently offsite, provide the ability to expand capacity beyond 200 million gallons over time. The tie-in of the Montana specialty asphalt facility assets begins in November 2026.
Current report
•$113.8 million unrealized loss on derivatives; and
Current report
•$323.9 million benefit for non-cash RINs related items.
Current report
Specialty Products and Solutions segment Adjusted EBITDA was $248.1 million in the third quarter 2026 versus $80.2 million in the third quarter 2025. Compared to the prior period, Specialty Products and Solutions third quarter 2026 segment Adjusted EBITDA was positively impacted by expanded margins, as commercial pricing actions held amid volatile crude oil prices that ended the quarter higher, building on margin gains achieved the prior period. Commodity margins strengthened further during the quarter, as benchmark crack spreads remained at historically high levels on conflict-related supply disruptions and tight global refined product inventories.
Current report
Performance Brands segment Adjusted EBITDA was $9.1 million in the third quarter 2026 versus $13.2 million in the third quarter 2025. Results included $7.0 million of business interruption insurance proceeds recognized during the quarter. The decline was driven by margin compression, as elevated input costs for Group III base oils and synthetic feedstocks continued to outpace realized price increases. This segment continues to execute targeted pricing initiatives aimed at offsetting sustained input cost pressures and improving margins.
Current report
Results of Operations for the Three and Nine Months Ended September 30, 2026 and 2025
Current report
(3)Noncontrolling interest adjustments reflect the portion of net income (loss) and Adjusted EBITDA add-back items attributable to the noncontrolling interest in MRHL, allocated based on the noncontrolling interest's proportionate ownership percentage. These adjustments are included to present Adjusted EBITDA on a basis attributable solely to Calumet, Inc.
Current report
(2)Noncontrolling interest adjustments reflect the portion of net income (loss) and Adjusted EBITDA add-back items attributable to the noncontrolling interest in MRHL, allocated based on the noncontrolling interest's proportionate ownership percentage. These adjustments are included to present Adjusted EBITDA on a basis attributable solely to Calumet, Inc.
Current report
The components of the $392.1 million increase in Specialty Products and Solutions segment sales for the three months ended September 30, 2026, as compared to the three months ended September 30, 2025, were as follows (in millions):
Current report
The components of the $199.7 million increase in Montana/Renewables segment sales for the three months ended September 30, 2026, as compared to the three months ended September 30, 2025, were as follows (in millions):
Current report
The components of the $13.1 million increase in Performance Brands segment sales for the three months ended September 30, 2026, as compared to the three months ended September 30, 2025, were as follows (in millions):
Current report
Performance Brands segment sales increased period over period, driven by strong sales volumes and improved pricing, reflecting continued customer demand and the impact of pricing actions implemented to offset elevated input costs.
Current report
The components of the $143.8 million increase in Specialty Products and Solutions segment gross profit for the three months ended September 30, 2026, as compared to the three months ended September 30, 2025, were as follows (in millions):
Current report
The components of the $27.0 million increase in Montana/Renewables segment gross profit for the three months ended September 30, 2026, as compared to the three months ended September 30, 2025, were as follows (in millions):
Current report
The increase in Montana/Renewables segment gross profit for the three months ended September 30, 2026, as compared to the prior period, was driven by favorable sales pricing, which was offset by the impact of higher material costs and RINs. The unfavorable RIN impact is due to the outsized SRE-related RIN liability relief recognized in the prior-year period, during which the Company received multi-year relief spanning several compliance periods in the third quarter of 2025, compared to relief limited to the 2025 compliance year in the current period.
Current report
The components of the $1.3 million decrease in Performance Brands segment gross profit for the three months ended September 30, 2026, as compared to the three months ended September 30, 2025, were as follows (in millions):
Current report
Performance Brands segment gross profit for the three months ended September 30, 2026, as compared to the prior period, decreased primarily due to higher cost of material as elevated input prices continue to pressure margins. These impacts were partially offset by higher sales prices, increased sales volumes and lower operating costs. The favorable operating costs impact included $7.0 million of proceeds for a business interruption insurance claim that was recognized during the current quarter. The segment continues to implement pricing actions to mitigate ongoing input cost inflation, although the timing of price realization relative to changes in feedstock costs continues to impact margins.
Current report
General and administrative. General and administrative expenses increased$38.7 million, to$70.1 million in the three months ended September 30, 2026 from $31.4 million in the same period in 2025. The increase was driven by$32.1 million of non-cash stock-based compensation expense resulting from the mark-to-market remeasurement of the Company's liability-classified equity awards, which are remeasured each period based on changes in the Company's stock price. The Company's stock price increased from $36.02 per share as of June 30, 2026 to $52.38 per share as of September 30, 2026, driving the increase in the non-cash compensation liability. This impact was coupled with an increase of$3.3 million in professional services fees in the current year period.
Current report
The components of the$831.6 million increase in Specialty Products and Solutions segment sales for the nine months ended September 30, 2026, as compared to the nine months ended September 30, 2025, were as follows (in millions):
Current report
The components of the$184.8 million increase in Montana/Renewables segment sales for the nine months ended September 30, 2026, as compared to the nine months ended September 30, 2025, were as follows (in millions):
Current report
The components of the$42.8 million increase in Performance Brands segment sales for the nine months ended September 30, 2026, as compared to the nine months ended September 30, 2025, were as follows (in millions):
Current report
The components of the $161.7 million increase in Specialty Products and Solutions segment gross profit (loss) for the nine months ended September 30, 2026, as compared to the nine months ended September 30, 2025, were as follows (in millions):
Current report
The increase in Specialty Products and Solutions segment gross profit (loss) for the nine months ended September 30, 2026 as compared to the same period in 2025, was primarily driven by higher sales prices in response to rising commodity prices, which more than offset increased material costs, as well as higher sales volumes. This improvement was partially offset by an unfavorable RIN impact, reflecting the outsized SRE-related RIN liability relief recognized in the prior-year period, during which the Company received multi-year relief spanning several compliance periods in the third quarter of
Current report
2025, compared to relief limited to the 2025 compliance year in the current period as well as and higher operating costs, including increased natural gas costs.
Current report
The components of the $71.4 million increase in Montana/Renewables segment gross profit (loss) for the nine months ended September 30, 2026, as compared to the nine months ended September 30, 2025, were as follows (in millions):
Current report
The increase in Montana/Renewables segment gross profit (loss) for thenine months ended September 30, 2026 was driven by performance across both businesses within the segment. Montana Renewables improved primarily due to higher renewable fuel sales prices, which more than offset increased renewable feedstock costs. Gross profit was unfavorably impacted by lower renewable fuel sales volumes resulting from a planned outage to complete the MaxSAF® 150 expansion project. Montana specialty asphalts benefited from higher asphalt and conventional fuel sales prices in response to rising commodity prices. This improvement was partially offset by an unfavorable RIN impact on the specialty asphalt business, reflecting the outsized SRE-related RIN liability relief recognized in the prior-year period, during which the Company received multi-year relief spanning several compliance periods in the third quarter of 2025, compared to relief limited to the 2025 compliance year in the current period. Operating costs were favorable period over period, reflecting continued operating cost discipline from efficiency initiatives implemented throughout the prior calendar year.
Current report
The components of the$7.7 million decrease in Performance Brands segment gross profit (loss) for the nine months ended September 30, 2026, as compared to the nine months ended September 30, 2025, were as follows (in millions):
Current report
On September 11, 2026, the Company entered into the Eleventh Amendment to the Third Amended and Restated Credit Agreement (the "Eleventh Amendment"). The Eleventh Amendment amended the Third Amended and Restated
Current report
Credit Agreement, dated as of February 23, 2018 (the “Credit Agreement”), by and among Calumet GP, LLC, Calumet Specialty Products Partners, L.P. (the “Partnership”), certain subsidiaries of the Company party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent. Among other changes, the Eleventh Amendment modified the Credit Agreement to provide for an increase in commitments from $500.0 million to $600.0 million, subject to borrowing base limitations.
Current report
See Note 6 — “Long-Term Debt” under Part I, Item 1 “Financial Statements — Notes to Unaudited Condensed Consolidated Financial Statements” for additional information related to the Company's Credit Agreement.
Removed paragraphs (28)
Previous report
Exercise of Warrants Issued in Corporate Conversion
Previous report
During the three months ended June 30, 2026, all 2,000,000 outstanding warrants issued in connection with the Company's July 2024 C-Corp conversion were exercised. As a result, the Company reclassified approximately $7.8 million from warrant equity to common stock and additional paid-in capital. As of June 30, 2026, no warrants to purchase common stock of Calumet, Inc. remain outstanding.
Previous report
Montana/Renewables MaxSAF® 150 Update
Previous report
Our MaxSAF® 150 expansion at Montana renewables was completed successfully during the second quarter. The Montana/Renewables segment Adjusted EBITDA with Tax Attributes was $26.6 million in the second quarter of 2026. For Montana Renewables, the impact from the planned downtime in April and May associated with the MaxSAF® 150 expansion and turnaround resulted in an estimated loss of approximately 450,000 barrels of production.
Previous report
Second Quarter 2026 Update
Previous report
•$9.0 million unrealized gain on derivatives; and
Previous report
Specialty Products and Solutions segment Adjusted EBITDA was $161.7 million in the second quarter 2026 versus $66.8 million in the second quarter 2025. Compared to the prior period, Specialty Products and Solutions second quarter 2026 segment Adjusted EBITDA was positively impacted by expanded margins driven by the full realization of previously implemented price increases made as a result of the global conflicts impacting the industry and lower crude oil costs, and improved production following a planned Shreveport turnaround in June 2025 that reduced output in the prior year period.
Previous report
Performance Brands segment Adjusted EBITDA was $6.3 million in the second quarter 2026 versus $13.5 million in the second quarter 2025. The decline was driven by margin compression, as elevated input costs for Group III base oils and synthetic feedstocks continued to outpace realized price increases. This segment continues to implement pricing actions to recover margin as input costs remain elevated. The segment's current period results also reflect a $7.3 million LIFO-to-FIFO differential, representing the impact of rising feedstock costs on cost of sales under our LIFO inventory accounting method. Refer to to Note 3 — “Inventories” under Part I, Item 1 “Financial Statements — Notes to Unaudited Condensed Consolidated Financial Statements” for further information regarding our LIFO inventory valuation methodology.
Previous report
Results of Operations for the Three and Six Months Ended June 30, 2026 and 2025
Previous report
The components of the $384.6 million increase in Specialty Products and Solutions segment sales for the three months ended June 30, 2026, as compared to the three months ended June 30, 2025, were as follows (in millions):
Previous report
The components of the $11.0 million increase in Montana/Renewables segment sales for the three months ended June 30, 2026, as compared to the three months ended June 30, 2025, were as follows (in millions):
Previous report
The components of the $22.9 million increase in Performance Brands segment sales for the three months ended June 30, 2026, as compared to the three months ended June 30, 2025, were as follows (in millions):
Previous report
Performance Brands segment sales increased period over period, driven by strong sales volumes, led by TruFuel, as customer demand strengthened. Pricing contributed only modestly to the increase, as price increases implemented during the period had not fully taken effect.
Previous report
The components of the $46.7 million increase in Specialty Products and Solutions segment gross profit (loss) for the three months ended June 30, 2026, as compared to the three months ended June 30, 2025, were as follows (in millions):
Previous report
The components of the $20.4 million increase in Montana/Renewables segment gross profit (loss) for the three months ended June 30, 2026, as compared to the three months ended June 30, 2025, were as follows (in millions):
Previous report
The increase in Montana/Renewables segment gross profit (loss) for the three months ended June 30, 2026, as compared to the prior period, was driven by favorable sales pricing, which was offset by the impact of lower sales volumes resulting from a planned outage to complete the MaxSAF® 150 expansion project and higher material costs. In addition, operating costs resulted in a favorable benefit, reflective of the sustained operating cost discipline from initiatives implemented throughout the prior calendar year.
Previous report
The components of the $5.2 million decrease in Performance Brands segment gross profit (loss) for the three months ended June 30, 2026, as compared to the three months ended June 30, 2025, were as follows (in millions):
Previous report
Performance Brands segment gross profit (loss) for the three months ended June 30, 2026, as compared to the prior period, decreased primarily due to higher cost of materials. This impact was partially offset by higher sales volumes and higher sales prices that have been implemented, but have not fully taken effect as of the end of the quarter.
Previous report
The components of the$439.5 million increase in Specialty Products and Solutions segment sales for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025, were as follows (in millions):
Previous report
The components of the$14.8 million decrease in Montana/Renewables segment sales for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025, were as follows (in millions):
Previous report
The components of the$29.7 million increase in Performance Brands segment sales for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025, were as follows (in millions):
Previous report
The components of the $17.8 million increase in Specialty Products and Solutions segment gross profit (loss) for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025, were as follows (in millions):
Previous report
The increase in Specialty Products and Solutions segment gross profit (loss) for the six months ended June 30, 2026 as compared to the same period in 2025, was favorably impacted by increases in both fuel crack spreads and specialty products margins as the increase in sales prices outpaced the increase in the price of crude oil as well as increased sales volumes. These improvements were partially offset by increased RINs prices and higher operating costs, including increased natural gas costs.
Previous report
The components of the $44.4 million increase in Montana/Renewables segment gross profit (loss) for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025, were as follows (in millions):
Previous report
The increase in Montana/Renewables segment gross profit (loss) for thesix months ended June 30, 2026, as compared to the prior period, was driven by the increase in sales prices outpacing the increased prices for renewable feedstocks, which was partially offset by the impact of lower sales volumes resulting from a planned outage to complete the MaxSAF® 150 expansion project. In addition, operating costs resulting in a favorable benefit, reflective of continued operating cost discipline from initiatives implemented throughout the prior calendar year.
Previous report
The components of the$6.3 million decrease in Performance Brands segment gross profit (loss) for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025, were as follows (in millions):
Previous report
•$100.0 million of 9.75% Senior Notes due 2028 (“2028 Mirror Issuance Notes”);
Previous report
•$15.9 million of financing through our Montana terminal asset financing arrangement; and
Reworded paragraphs (46)
Previous wording
The historical unaudited condensed consolidated financial statements included in this Quarterly Report reflect all of the assets, liabilities and results of operations of Calumet, Inc. (“Calumet,” the “Company,” “we,” “our,” or “us”). The following discussion analyzes the financial condition and results of operations of the Company for the three and six months ended June 30, 2026. Stockholders should read the following discussion and analysis of our financial condition and results of operations in conjunction with our 2025 Annual Report and our historical unaudited condensed consolidated financial statements and notes included elsewhere in this Quarterly Report.
Current wording
The historical unaudited condensed consolidated financial statements included in this Quarterly Report reflect all of the assets, liabilities and results of operations of Calumet, Inc. (“Calumet,” the “Company,” “we,” “our,” or “us”). The following discussion analyzes the financial condition and results of operations of the Company for the three and nine months ended September 30, 2026. Stockholders should read the following discussion and analysis of our financial condition and results of operations in conjunction with our 2025 Annual Report and our historical unaudited condensed consolidated financial statements and notes included elsewhere in this Quarterly Report.
Previous wording
Our operations are managed using the following reportable segments: Specialty Products and Solutions; Performance Brands; and Montana/Renewables. For additional information, see Note 10 — “Segments and Related Information” under Part I, Item 1 “Financial Statements — Notes to Unaudited Condensed Consolidated Financial Statements.” In our Specialty Products and Solutions segment, we manufacture and market a wide variety of solvents, waxes, customized lubricating oils, white oils, petrolatums, gels, esters, and other products. Our specialty products are sold to domestic and international customers who purchase them primarily as raw material components for consumer-facing and industrial products. In our Performance Brands segment, we blend, package and market high performance products through our Royal Purple, Bel-Ray, and TruFuel brands. Our Montana/Renewables segment is comprised of two facilities located in Great Falls, Montana — renewable fuels and specialty asphalt. At our renewable fuels facility, we process a variety of geographically advantaged renewable feedstocks into renewable diesel, sustainable aviation fuel, renewable hydrogen, renewable natural gas, renewable propane, and renewable naphtha that are distributed into renewable markets in the western half of North America. At our specialty asphalt facility, we process Canadian crude oil into conventional gasoline, diesel, jet fuel and specialty grades of asphalt, with production sized to serve local markets.
Current wording
Our operations are managed using the following reportable segments: Specialty Products and Solutions; Performance Brands; and Montana/Renewables. For additional information, see Note 10 — “Segments and Related Information” under Part I, Item 1 “Financial Statements — Notes to Unaudited Condensed Consolidated Financial Statements.” In our Specialty Products and Solutions segment, we manufacture and market a wide variety of solvents, waxes, customized lubricating oils, white oils, petrolatums, gels, esters, fuels and other products. Our specialty products are sold to domestic and international customers who purchase them primarily as raw material components for consumer-facing and industrial products. In our Performance Brands segment, we blend, package and market high performance products through our Royal Purple, Bel-Ray, and TruFuel brands. Our Montana/Renewables segment is comprised of two facilities located in Great Falls, Montana — renewable fuels and specialty asphalt. At our renewable fuels facility, we process a variety of geographically advantaged renewable feedstocks into renewable diesel, sustainable aviation fuel, renewable hydrogen, renewable natural gas, renewable propane, and renewable naphtha that are distributed into renewable markets in the western half of North America. At our specialty asphalt facility, we process Canadian crude oil into conventional gasoline, diesel, jet fuel and specialty grades of asphalt, with production sized to serve local markets.
Previous wording
In addition, on July 31, 2026, we completed early termination of our Montana terminal asset financing arrangement for approximately $15.5 million. The Company remains focused on strong operations and continued use of cash from operations to pay down debt in future periods.
Current wording
On July 31, 2026, we completed early termination and repayment of our Montana terminal asset financing arrangement for approximately $15.5 million.
Previous wording
Crack Spread Swaps Sales and Purchase Contracts
Current wording
Crack Spread Swaps Sales Contracts
Previous wording
On March 27, 2026, EPA announced a final rule to establish required Renewable Fuel Standard Volumes and percentage standards for 2026 and 2027, which sets the highest renewable fuel volumes in the history of the program. The EPA’s updated Renewable Volume Obligations (“RVOs”) establish total demand of 26.81 billion RINs and 27.02 billion RINs for 2026 and 2027, respectively, providing a historic level of annualized support for the biofuels industry. The 2026 and 2027 volumes include some earlier renewable fuel volumes previously waived through small refinery exemptions (“SREs”) across the 2023–2025 compliance periods. These actions are expected to improve biobased diesel industry margins and industry utilization, and attract currently idled higher-cost biodiesel producers to re-enter the market in order to meet mandated demand. The RVO framework is aligned with a broader national focus on domestic energy security. The EPA has also proposed that beginning in 2028, foreign source renewable fuels and feedstocks will receive only half the RFS compliance value of American-made products, materially enhancing the competitive position of domestic producers. Against this favorable regulatory backdrop, MRL’s strategic location and proximity to domestic customers and suppliers position the company for strong performance in the second half of 2026, continued momentum into 2027, and a sustained long-term competitive advantage.
Current wording
On March 27, 2026, EPA announced a final rule to establish required Renewable Fuel Standard Volumes and percentage standards for 2026 and 2027. The EPA’s updated Renewable Volume Obligations (“RVOs”) establish total demand of 26.81 billion RINs and 27.02 billion RINs for 2026 and 2027, respectively, providing a historic level of annualized support for the biofuels industry. The 2026 and 2027 volumes include some earlier renewable fuel volumes previously waived through small refinery exemptions (“SREs”) across the 2023–2025 compliance periods. These actions are expected to improve biobased diesel industry margins and industry utilization, and attract currently idled higher-cost biodiesel producers to re-enter the market in order to meet mandated demand. The RVO framework is aligned with a broader national focus on domestic energy security. The EPA has also proposed that beginning in 2028, foreign source renewable fuels and feedstocks will receive only half the RFS compliance value of American-made products, materially enhancing the competitive position of domestic producers. Against this favorable regulatory backdrop, MRL’s strategic location and proximity to domestic customers and suppliers and the fourth quarter expansion project position the Company for strong performance in the fourth quarter of 2026, continued momentum into 2027, and a sustained long-term competitive advantage.
Previous wording
We believe the business is positioned to deliver outsize performance, supported by fundamentally tighter global market conditions across refined fuels and specialty products. Our diversified customer base, resilient specialty portfolio, and multi-year capital investments into enhanced operational reliability position us to capitalize on the current margin environment. Global refined product markets have tightened materially in response to conflict in the Middle East. Benchmark crack spreads are reaching record levels amid the overlapping impacts of idled or offline Middle Eastern and Russian refining capacity and historically low U.S. refined product inventory levels. Because substantially all of our crude supply is sourced from North America, our supply chain is comparatively insulated from the seaborne disruptions affecting global markets. Similar dynamics are at play within our specialty products portfolio. With a significant portion of global Group III base oils supply trapped within the Persian gulf or having been removed from the market, we are experiencing increased demand as consumers substitute into Group I and Group II base oils where possible. The durability and magnitude of these conditions remain uncertain, and depend significantly on the recovery of shipping flows through the Strait of Hormuz.
Current wording
We believe the business is positioned to deliver outsize performance, supported by fundamentally tighter global market conditions across refined fuels and specialty products. Our diversified customer base, resilient specialty portfolio, and multi-year capital investments into enhanced operational reliability position us to capitalize on the current margin environment. Global refined product markets tightened materially in response to conflict in the Middle East resulting in significantly elevated margin levels compared to historical averages. These levels enabled the Company to generate significant cash flow in the third quarter of 2026, and we expect these market conditions to persist in the medium term. Benchmark crack spreads have reached record levels amid the overlapping impacts of idled or offline Middle Eastern and Russian refining capacity and historically low U.S. refined product inventory levels. Because substantially all of our crude supply is sourced from North America, our supply chain is comparatively insulated from the seaborne disruptions affecting global markets. Similar dynamics are at play within our specialty products portfolio. With a significant portion of global Group III base oils supply trapped within the Persian gulf or having been removed from the market, we are experiencing increased demand as consumers substitute into Group I and Group II base oils where possible. The durability and magnitude of these conditions remain uncertain, and depend significantly on the recovery of shipping flows through the Strait of Hormuz.
Previous wording
Specialty Products and Solutions results improved significantly in the second quarter as compared to both the prior quarter and prior year, following the temporary compression experienced in the first quarter, as previously implemented price increases reached full realization and crude oil prices declined. Our fuels and asphalt business also benefited from the resolution of the temporary Shreveport production issues that impacted the first quarter, further improving commodity margins. Margins in our Performance Brands segment remained compressed, as ongoing supply constraints in global specialty Group III base oil and synthetic feedstock markets kept input costs elevated despite lower crude oil prices. Demand for our products in these businesses remained strong and we continue to leverage the benefits of our fully integrated specialty business in this market. We expect the current margin environment for both specialty products and fuel-based products to continue to be volatile, and above historical industry margins in the near-term due to the Iran conflict impacting global feedstocks.
Current wording
Our Specialty Products and Solutions segment continues to benefit from an attractive margin environment across both specialty and commodity products. Fourth quarter results are expected to reflect reduced production volumes at our Shreveport facility due to a planned turnaround in October. In advance of the turnaround, we built inventory and secured external base oil supply to support customer demand during the planned outage. In our Performance Brands segment, rising input costs and constrained supply of Group III base oil and synthetic feedstocks continued to compress margins in the third quarter; with recent price increases in place, we expect margins to expand as input costs stabilize. Demand for our products in these businesses remained strong and we continue to leverage the benefits of our fully integrated specialty business in this market. We expect the current margin environment for both specialty products and fuel-based products to continue to be volatile, and above historical industry margins in the near-term due to the global conflict impacting feedstock pricing.
Previous wording
In our Montana/Renewables segment, we believe long-term demand for renewable fuel products will continue to grow supported by Federal, State, Provincial and local governmental mandates and incentives that have been enacted or announced in North America and globally. Collectively, these policies focus on domestic fuel security, strategic alignment with the agricultural industry as a source of renewable feedstocks, sustainability initiatives, transportation fuel cleanliness including ongoing reduction in particulates, and expansion of both voluntary and mandatory corporate decarbonization targets, particularly for hard-to-abate sectors including the global aviation industry. We believe that our advantage as a first-mover in sustainable aviation fuels market positions us as a preferred supplier to our potential offtake partners’ SAF strategies. The start-up of our MaxSAF® 150 project allows us to shift our renewable product mix toward more SAF production which has historically realized higher pricing relative to renewable diesel, and we expect this change in product mix to support improved margin realizations immediately and long-term. The margins experienced late in the second quarter of 2026 after the completion of the project referenced above are significantly above the prior year and have continued early on in the third quarter of 2026.
Current wording
In our Montana/Renewables segment, we believe long-term demand for renewable fuel products will continue to grow supported by Federal, State, Provincial and local governmental mandates and incentives that have been enacted or announced in North America and globally. Collectively, these policies focus on domestic fuel security, strategic alignment with the agricultural industry as a source of renewable feedstocks, sustainability initiatives, transportation fuel cleanliness including ongoing reduction in particulates, and expansion of both voluntary and mandatory corporate decarbonization targets, particularly for hard-to-abate sectors including the global aviation industry. We believe that our advantage as a first-mover in sustainable aviation fuels market positions us as a preferred supplier to our potential offtake partners’ SAF strategies. The start-up of our MaxSAF® project allows us to shift our renewable product mix toward more SAF production which has historically realized higher pricing relative to renewable diesel, and we expect this change in product mix to support improved margin realizations immediately and long-term. Our margins in 2026 continue to be significantly above the prior year and have continued early on in the fourth quarter of 2026.
Previous wording
At Montana Renewables, we continue to meet or outperform our operational cost targets prior to the start of our MaxSAF® 150 expansion and turnaround that began in early March, while demonstrating success in monetizing Section 45Z Clean Fuel Production Tax Credits (“CFPCs”). The MaxSAF® 150 expansion and turnaround was successfully completed in approximately 48 days and the facility resumed production in the second quarter of 2026. Our overall enhanced operational performance is a direct result of our focus on operational excellence since we completed commissioning in 2023.
Current wording
Montana Renewables continues to achieve its operational cost targets, while demonstrating success in monetizing Section 45Z CFPCs. Production volumes recovered following the completion of the MaxSAF® expansion and turnaround in the second quarter of 2026. Our overall enhanced operational performance reflects our focus on operational excellence since we completed commissioning in 2023.
Previous wording
We reported net loss of $95.9 million in the second quarter 2026 versus a net loss of $147.9 million in the second quarter 2025. Net loss in the second quarter of 2026 was significantly impacted by the following non-cash items:
Current wording
We reported net income of $273.3 million in the third quarter 2026 versus net income of $313.4 million in the third quarter 2025. Net income in the third quarter of 2026 was significantly impacted by the following non-cash items:
Previous wording
•$163.6 million of non-cash RINs related expense.
Current wording
•$176.7 million benefit for non-cash RINs related items.
Previous wording
We reported Adjusted EBITDA with Tax Attributes (as defined in Note 10 — “Segments and Related Information” under Part I, Item 1 “Financial Statements — Notes to Unaudited Condensed Consolidated Financial Statements”) of $175.2 million in the second quarter 2026 versus $76.5 million in the second quarter 2025. We generated cash from operating activities of $92.3 million in the second quarter 2026 versus using cash from operating activities of $1.8 million in the second quarter of 2025.
Current wording
We reported Adjusted EBITDA with Tax Attributes of $347.2 million in the third quarter 2026 versus $92.5 million in the third quarter 2025. We generated cash from operating activities of $218.5 million in the third quarter 2026 versus generating cash from operating activities of $23.5 million in the third quarter of 2025.
Previous wording
Montana/Renewables segment Adjusted EBITDA was $10.7 million in the second quarter 2026 versus loss of $5.1 million in the second quarter 2025. Montana/Renewables segment Adjusted EBITDA with Tax Attributes was $26.6 million in the second quarter 2026 compared to $16.3 million in the prior period. Compared to the prior year, Montana/Renewables segment Adjusted EBITDA with Tax Attributes primarily reflected lower renewable fuels production volumes of 41.8% in the current period due to planned turnaround and MaxSAF® 150 project activity and was still able to deliver a $10.3 million increase in Adjusted EBITDA with Tax Attributes. This significant improvement in performance is a direct result of improved margins on renewable fuel sales, operating cost improvements realized through previously discussed initiatives and a continued focus on improving in our carbon intensity (CI) metrics. As discussed above, EPA’s final Renewable Volume Obligation (“RVO”) has been received favorably by the market, contributing to improved market pricing for renewable fuels and related credit values. These conditions supported renewable fuel margins during the period and increased market confidence in industry fundamentals. The above results were further impacted by gains in legacy fuel margins partially offset by weaker asphalt margins resulting from the lag in asphalt price increases following a period of elevated crude oil costs. However, June marked a turnaround in asphalt margins, which returned to positive territory.
Current wording
Montana/Renewables segment Adjusted EBITDA was $85.4 million in the third quarter 2026 versus loss of $5.8 million in the third quarter 2025. Montana/Renewables segment Adjusted EBITDA with Tax Attributes was $110.6 million in the third quarter 2026 compared to $17.1 million in the prior period. Compared to the prior year, Montana/Renewables segment Adjusted EBITDA with Tax Attributes primarily reflected favorable sales pricing, driven by diesel market pricing and the EPA's SET-2 Renewable Volume Obligation ("RVO"), partly offset by higher material costs and operating expenses. These market conditions supported renewable fuel margins during the period and increased market confidence in industry fundamentals. The above results were further improved by gains in legacy fuel margins partially offset by weaker asphalt margins resulting from the lag in asphalt price increases following a period of elevated crude oil costs.
Previous wording
As of June 30, 2026, we had total liquidity of $581.6 million comprised of $109.8 million of unrestricted cash, $40.0 million of restricted cash and $431.8 million of availability under our credit facility. As of June 30, 2026, our revolving credit facility had a $500.0 million borrowing base, $49.9 million in outstanding standby letters of credit and $18.3 million of outstanding borrowings. We believe we will continue to have sufficient liquidity from cash on hand, projected cash flow from operations, borrowing capacity and other means by which to meet our financial commitments, debt service obligations, contingencies, and anticipated capital expenditures for at least the next 12 months. Refer to Item 2 “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources” for additional information.
Current wording
As of September 30, 2026, we had total liquidity of $781.8 million comprised of $225.2 million of unrestricted cash, $34.6 million of restricted cash and $522.0 million of availability under our credit facility. As of September 30, 2026, our revolving credit facility had a $579.3 million borrowing base, $57.3 million in outstanding standby letters of credit and no outstanding borrowings. We believe we will continue to have sufficient liquidity from cash on hand, projected cash flow from operations, borrowing capacity and other means by which to meet our financial commitments, debt service obligations, contingencies, and anticipated capital expenditures for at least the next 12 months. Refer to Item 2 “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources” for additional information.
Previous wording
During the second quarter 2026, we recorded a loss of $155.3 million for RINs in cost of sales in the unaudited condensed statements of operations, as compared to a loss of $90.8 million for RINs in the second quarter 2025. Our gross RINs Obligation, which includes RINs that are required to be secured through either our own blending or through the purchase of RINs in the open market, is spread across four compliance categories (D3, D4, D5 and D6). The gross RINs obligations may be satisfied by our own renewables blending, RIN purchases, or receipt of small refinery exemptions.
Current wording
During the third quarter 2026, we recorded a total benefit of $185.6 million for RINs in cost of sales in the unaudited condensed statements of operations, as compared to a total benefit of $333.3 million for RINs in the third quarter 2025. The benefit recorded in each period included the impact of the SRE exemptions issued by EPA in each respective period, partially offset by the incurrence of RIN obligations during each respective period. Our gross RINs Obligation, which includes RINs that are required to be secured through either our own blending or through the purchase of RINs in the open market, is spread across four compliance categories (D3, D4, D5 and D6). The gross RINs obligations may be satisfied by our own renewables blending, RIN purchases, or receipt of small refinery exemptions.
Previous wording
(1)For the three months ended June 30, 2026 and 2025, equity-based compensation and other includes $7.6 million and $7.6 million of non-cash equity based compensation expense, respectively, and $11.9 million and $2.7 million of expenses related to the supply and offtake agreement, respectively. For the six months ended June 30, 2026 and 2025, equity-based compensation and other includes $45.4 million and $(13.3) million of non-cash equity based compensation expense, respectively, and $18.9 million and $10.0 million of expenses related to the supply and offtake agreement, respectively.
Current wording
(1)For the three months ended September 30, 2026 and 2025, equity-based compensation and other includes $38.0 million and $5.9 million of non-cash equity based compensation expense, respectively, and $13.7 million and $3.5 million of expenses related to the supply and offtake agreement, respectively. For the nine months ended September 30, 2026 and 2025, equity-based compensation and other includes $83.4 million and $(7.4) million of non-cash equity based compensation expense (benefit), respectively, and $32.6 million and $13.5 million of expenses related to the supply and offtake agreement, respectively.
Previous wording
Sales. Sales increased $418.5 million, or 40.8%, to $1,445.1 million in the three months ended June 30, 2026, from $1,026.6 million in the same period in 2025. Sales for each of our principal product categories in these periods were as follows:
Current wording
Sales. Sales increased $604.9 million, or 56.1%, to $1,682.9 million in the three months ended September 30, 2026, from $1,078.0 million in the same period in 2025. Sales for each of our principal product categories in these periods were as follows:
Previous wording
Specialty Products and Solutions segment sales increased period over period, driven primarily by higher sales prices in response to rising commodity prices as well as sales volumes due to continued strong demand.
Current wording
Specialty Products and Solutions segment sales increased period over period, driven primarily by higher sales prices in response to rising commodity prices, while sales volumes remained relatively consistent with the prior-year period.
Previous wording
Montana/Renewables segment sales increased during the current year period as a result of significant sales price increases in response to increased commodity prices. This was offset by a reduction in volume resulting from our planned outage early in the second quarter of 2026 to support the MaxSAF® 150 expansion project that reduced our renewable fuels production by 41.8% compared to the second quarter of 2025. Our renewable fuels production and renewable fuels sales volumes for June 2026 have returned to our planned levels.
Current wording
Montana/Renewables segment sales increased during the current year period as a result of significant sales price increases in response to increased commodity prices, while sales volumes remained relatively consistent with the prior-year period.
Previous wording
Gross Profit (Loss). Gross profit (loss) increased$55.9 million to gross loss of$69.1 million in the six months ended June 30, 2026, from gross loss of$125.0 million in the same period in 2025. Gross profit (loss) for our business segments were as follows:
Current wording
Gross Profit. Gross profit increased $169.5 million to gross profit of $543.2 million in the three months ended September 30, 2026, from gross profit of $373.7 million in the same period in 2025. Gross profit for our business segments were as follows:
Previous wording
The increase in Specialty Products and Solutions segment gross profit for the three months ended June 30, 2026 as compared to the same period in 2025, was favorably impacted by higher sales prices in response to higher commodity prices and increased sales volumes as our production has increased 12.9% over prior year. These impacts were partially offset by higher cost of materials due to rising commodity prices and unfavorable RINs pricing.
Current wording
The increase in Specialty Products and Solutions segment gross profit for the three months ended September 30, 2026 as compared to the same period in 2025, was favorably impacted by higher sales prices in response to higher commodity prices. This increase was partially offset by higher cost of materials due to rising commodity prices and the unfavorable RIN impact due to the outsized SRE-related RIN liability relief recognized in the prior-year period, during which the Company received multi-year relief spanning several compliance periods in the third quarter of 2025, compared to relief limited to the 2025 compliance year in the current period.
Previous wording
Loss on Derivative Instruments. There was a $26.0 million loss on derivative instruments in the three months ended June 30, 2026, compared to a $4.3 million gain in the same period in 2025. This is primarily due to an increase in our realized derivative loss of $32.3 million offset by an increase in our unrealized derivative gain of $2.0 million between the comparative periods. The realized loss is the result of $23.1 million of crack spread swap settlements during the quarter as commodity prices and crack spreads improved significantly.
Current wording
Loss on Derivative Instruments. There was a $153.2 million loss on derivative instruments in the three months ended September 30, 2026, compared to a $1.5 million loss in the same period in 2025. This is due to an increase in our realized derivative loss of $35.9 million and an increase in our unrealized derivative loss of $115.8 million between the comparative periods. The realized loss is the result of $25.7 million of crack spread swap settlements during the quarter as commodity prices and crack spreads improved significantly. The unrealized loss is the result of higher commodity prices and crack spreads in the current period.
Previous wording
Income Tax Expense (Benefit). There was a $21.2 million income tax benefit in the three months ended June 30, 2026, compared to a $0.2 million income tax expense in the same period in 2025. The income tax benefit in the current year period was related to the sale of CFPCs generated in our Montana/Renewables segment. In the prior year, we had fully reserved the value for all credits generated as we had not completed a sale of our tax credits as of June 2025.
Current wording
Income Tax Expense (Benefit). There was a $28.0 million income tax benefit in the three months ended September 30, 2026, compared to a $41.4 million income tax benefit in the same period in 2025. The income tax benefit in both the current year period and the prior year period were related to the generation and related sales activity of CFPCs in our Montana/Renewables segment.
Previous wording
Changes in Results of Operations for the Six Months Ended June 30, 2026 and 2025
Current wording
Changes in Results of Operations for the Nine Months Ended September 30, 2026 and 2025
Previous wording
Sales. Sales increased$454.4 million, or 22.5%, to$2,474.9 million in the six months ended June 30, 2026, from$2,020.5 million in the same period in 2025. Sales for each of our principal product categories in these periods were as follows:
Current wording
Sales. Sales increased$1,059.2 million, or 34.2%, to$4,157.7 million in the nine months ended September 30, 2026, from$3,098.5 million in the same period in 2025. Sales for each of our principal product categories in these periods were as follows:
Previous wording
Specialty Products and Solutions segment sales increased period over period, driven primarily by higher sales prices in response to rising commodity prices. Sales volumes increased compared to the prior year despite the temporary suspension of operations at our Shreveport facility during a portion of the first quarter of 2026. The higher sales volume is the result of higher production in response to the current market environment.
Current wording
Specialty Products and Solutions segment sales increased period over period, driven primarily by higher sales prices in response to rising commodity prices. Sales volumes increased compared to the prior year despite the temporary suspension of operations at our Shreveport facility during a portion of the first quarter of 2026. The higher sales volume primarily reflects increased customer demand in the current market environment.
Previous wording
Montana/Renewables segment sales declined during the current year period as a result of a planned outage to support the MaxSAF® 150 expansion project that reduced our renewable fuels production by 32.4% in comparison to the prior year period. Despite lower volumes, improved renewable fuel prices favorably impacted results and partially mitigated the effect of reduced sales volumes in comparison to the prior year period.
Current wording
Montana/Renewables segment sales increased during the current year period as a result of improved renewable fuel prices. This was partially offset by a decline in volume driven by a planned outage to support the MaxSAF® expansion project that reduced our renewable fuels production by 22.3% in comparison to the prior year period.
Previous wording
Gross Profit (Loss). Gross profit (loss) increased $61.9 million to gross profit of $18.3 million in the three months ended June 30, 2026, from gross loss of $43.6 million in the same period in 2025. Gross profit (loss) for our business segments were as follows:
Current wording
Gross Profit (Loss). Gross profit (loss) increased$225.4 million to gross profit of$474.1 million in the nine months ended September 30, 2026, from gross profit of$248.7 million in the same period in 2025. Gross profit (loss) for our business segments were as follows:
Previous wording
Performance Brands segment gross profit (loss) for the six months ended June 30, 2026, as compared to the prior period, decreased$6.3 million. The slight decrease is due primarily to the increase in Group III base oil feedstock costs as a result of the Middle East conflict, offset by higher sales volumes due to high customer demand, despite the prior year period including contributions from the divested Royal Purple Industrial business.
Current wording
Performance Brands segment gross profit (loss) for the nine months ended September 30, 2026, as compared to the prior period, decreased$7.7 million. The decrease is primarily driven by higher material costs, particularly Group III base oils and synthetic feedstocks, which continued to outpace realized price increases. These impacts were partially offset by higher sales volumes, reflecting continued strong customer demand, as well as favorable operating costs. Sales volume growth was achieved despite the prior-year period including contributions from the divested Royal Purple Industrial business.
Previous wording
General and administrative. General and administrative expenses increased$52.2 million, to$105.4 million in the six months ended June 30, 2026 from $53.2 million in the same period in 2025. The increase in the Company's stock price resulted in an increase of$58.7 million in stock-based compensation related expenses in the current year period. This impact was partially offset by a$5.9 million decrease in professional services fees.
Current wording
General and administrative. General and administrative expenses increased$90.9 million, to$175.5 million in the nine months ended September 30, 2026 from $84.6 million in the same period in 2025. Consistent with the three-month discussion above, the increase was primarily driven by$90.8 million of non-cash stock-based compensation related to the increase in the Company's stock price.. This impact was partially offset by a$2.6 million decrease in professional services fees.
Previous wording
Gain on sale of business. There was a $62.2 million gain on sale of business in the prior year period for the sale of assets related to the industrial portion of the Royal Purple® business. There was no gain or loss for the sale of a business recorded in the current year period. Refer to Note 2 — “Summary of Significant Accounting Policies” under Part I, Item 1 “Financial Statements — Notes to Unaudited Condensed Consolidated Financial Statements” for additional information related to the sale of assets related to the industrial portion of the Royal Purple® business.
Current wording
Gain on sale of business. There was a $55.8 million gain on sale of business in the prior year period for the sale of assets related to the industrial portion of the Royal Purple® business. There was no gain or loss for the sale of a business recorded in the current year period. Refer to Note 2 — “Summary of Significant Accounting Policies” under Part I, Item 1 “Financial Statements — Notes to Unaudited Condensed Consolidated Financial Statements” for additional information related to the sale of assets related to the industrial portion of the Royal Purple® business.
Previous wording
Debt Extinguishment Cost. The $1.7 million expense for debt extinguishment costs in the six months ended June 30, 2026 was primarily related to the redemption of the outstanding 2026 Notes and 2027 Notes during the period. The $47.7 million expense for debt extinguishment costs in the six months ended June 30, 2025 was related to the repurchase of the equipment associated with the MRL Asset Financing Arrangements, repayment of outstanding loans under the MRL Term Loan Credit Agreement and MRL Revolving Credit Agreement and repayment of outstanding obligations under the MRL Supply and Offtake Agreement. Refer to Note 6 — “Long-Term Debt” under Part I, Item 1 “Financial Statements — Notes to Unaudited Condensed Consolidated Financial Statements” for additional information.
Current wording
Debt Extinguishment Cost. The $7.6 million expense for debt extinguishment costs in the nine months ended September 30, 2026 was primarily related to the redemption of the outstanding 2026 Notes, 2027 Notes and 2028 Mirror Issuance Notes during the period. The $47.2 million expense for debt extinguishment costs in the nine months ended September 30, 2025 was related to the repurchase of the equipment associated with the MRL Asset Financing Arrangements, repayment of outstanding loans under the MRL Term Loan Credit Agreement and MRL Revolving Credit Agreement and repayment of outstanding obligations under the MRL Supply and Offtake Agreement. Refer to Note 6 — “Long-Term Debt” under Part I, Item 1 “Financial Statements — Notes to Unaudited Condensed Consolidated Financial Statements” for additional information.
Previous wording
Loss on Derivative Instruments. There was a $141.4 million loss on derivative instruments in the six months ended June 30, 2026, compared to a $2.9 million loss in the same period in 2025. This is primarily due to an increase in our realized derivative loss of $37.7 million and an increase in our unrealized derivative loss of $100.8 million between the comparative periods. The realized loss is primarily the result of $28.8 million of crack spread swap settlements during the current year period as commodity prices and crack spreads improved significantly.
Current wording
Loss on Derivative Instruments. There was a $294.6 million loss on derivative instruments in the nine months ended September 30, 2026, compared to a $4.4 million loss in the same period in 2025. This is primarily due to an increase in our realized derivative loss of $73.6 million and an increase in our unrealized derivative loss of $216.6 million between the comparative periods. The realized loss is primarily the result of $54.5 million of crack spread swap settlements during the current year period as commodity prices and crack spreads improved significantly. The unrealized loss is the result of higher commodity prices and crack spreads in the current period.
Previous wording
Income Tax Expense (Benefit). There was a $42.1 million income tax benefit in the six months ended June 30, 2026, compared to a $0.6 million income tax expense in the same period in 2025. The income tax benefit in the current year period was related to the sale of CFPCs generated by our Montana/Renewables segment.
Current wording
Income Tax Expense (Benefit). There was a $70.0 million income tax benefit in the nine months ended September 30, 2026, compared to a $40.8 million income tax benefit in the same period in 2025. The income tax benefit in both the current year period and the prior year period were related to the generation and sale of CFPCs in our Montana/Renewables segment.
Previous wording
Operating Activities. Operating activities provided cash of $6.1 million during the six months ended June 30, 2026 compared to using cash of $31.1 million during the same period in 2025. Cash flows from operations reflected the impact of the strong fuel crack spread and specialty products margin environment in the current year. This impact was partially offset by an increase in cash used to meet working capital requirements as our cash flows adjust to the increase in commodity prices.
Current wording
Operating Activities. Operating activities provided cash of $224.6 million during the nine months ended September 30, 2026 compared to using cash of $7.6 million during the same period in 2025. Cash flows from operations reflected the impact of the strong fuel crack spread and specialty products margin environment in the current year. This impact was partially offset by an increase in cash used to meet working capital requirements as our cash flows adjust to the increase in commodity prices.
Previous wording
Investing Activities. Investing activities used cash of $53.0 million during the six months ended June 30, 2026 compared to providing cash of $64.2 million during the same period in 2025. The change is related to the net proceeds received for the sale of the Royal Purple Industrial business in the prior year period. Cash expenditures for additions to property, plant and equipment in the current period were higher than the prior period, primarily due to the MaxSAF® 150 expansion project.
Current wording
Investing Activities. Investing activities used cash of $64.8 million during the nine months ended September 30, 2026 compared to providing cash of $55.8 million during the same period in 2025. The change is related to the net proceeds received for the sale of the Royal Purple Industrial business in the prior year period. Cash expenditures for additions to property, plant and equipment in the current period were higher than the prior period, primarily due to the MaxSAF® expansion related projects.
Previous wording
Financing Activities. Financing activities used cash of $8.4 million in the six months ended June 30, 2026 compared to providing cash of $111.6 million during the same period in 2025. The change is primarily due to the borrowings we received in the current year period from the 2031 Notes, which was offset by payments we made in the current period to repay the 2026 Notes and 2027 Notes and payments on the revolving credit agreement. Cash provided by financing activities in the prior period primarily consisted of borrowings we received from the DOE Loan and 2028 Mirror Issuance Notes, offset by the payments we made to repay outstanding borrowings under the revolving credit agreement, repurchase the equipment associated with the MRL Asset Financing Arrangements, repay the outstanding loans under the MRL Term Loan Credit Agreement and MRL Revolving Credit Agreement, repay the outstanding obligations under the MRL Supply and Offtake Agreement, and partially redeem the 2026 Notes.
Current wording
Financing Activities. Financing activities used cash of $105.1 million in the nine months ended September 30, 2026 compared to providing cash of $80.5 million during the same period in 2025. The use of cash in the current period is primarily due to the full repayment and extinguishment of the 2026 Notes, 2027 Notes and 2028 Mirror Issuance Notes and payments on the revolving credit agreement which has no outstanding borrowings as of September 30, 2026. This reduction in debt was partially offset by the issuance of the 2031 Notes and borrowings under the DOE Loan of $34.0 million in connection with the closing of the First Amendment to the DOE Loan. Cash provided by financing activities in the prior period primarily consisted of borrowings we received from the DOE Loan and 2028 Mirror Issuance Notes, offset by the payments we made to repay outstanding borrowings under the revolving credit agreement, repurchase the equipment associated with the MRL Asset Financing Arrangements, repay the outstanding loans under the MRL Term Loan Credit Agreement and MRL Revolving Credit Agreement, repay the outstanding obligations under the MRL Supply and Offtake Agreement, and partially redeem the 2026 Notes.
Previous wording
We are forecasting total capital expenditures of approximately $130.0 million to $160.0 million in 2026. Our forecasted capital expenditures are primarily related to maintenance and reliability projects and capital expenditures associated with MaxSAF®. We anticipate that capital expenditure requirements for the MaxSAF® project will be funded by MRL, an unrestricted subsidiary of the Company, through cash flows from operations, cash on hand and borrowings under the DOE Facility. We anticipate that capital expenditure requirements for our restricted subsidiaries group will be provided primarily through cash flows from operations, cash on hand, and by available borrowings under our revolving credit facility. If future capital expenditures require amounts in excess of our then-current cash flow from operations and borrowing availability under our revolving credit facility, we may be required to issue debt or equity securities in public or private offerings or incur additional borrowings under bank credit facilities to meet those costs.
Current wording
We are forecasting total capital expenditures of approximately $130.0 million to $160.0 million in 2026. Our forecasted capital expenditures are primarily related to maintenance and reliability projects and capital expenditures associated with MaxSAF®. We anticipate that capital expenditure requirements for the MaxSAF® project will be funded by MRL, an unrestricted subsidiary of the Company, through cash flows from operations, cash on hand and borrowings under the DOE Loan. We anticipate that capital expenditure requirements for our restricted subsidiaries group will be provided primarily through cash flows from operations, cash on hand, and by available borrowings under our revolving credit facility. If future capital expenditures require amounts in excess of our then-current cash flow from operations and borrowing availability under our revolving credit facility, we may be required to issue debt or equity securities in public or private offerings or incur additional borrowings under bank credit facilities to meet those costs.
Previous wording
•$500.0 million senior secured revolving credit facility maturing in January 2031 (after giving effect to the amendments to our revolving credit facility (the “Credit Facility Amendments”)), subject to borrowing base limitations, with a maximum letter of credit sub-limit equal to $255.0 million, which amount may be increased to 90% of revolver commitments in effect with the consent of the Agent (as defined in the Credit Agreement) (“revolving credit facility”);
Current wording
•$600.0 million senior secured revolving credit facility maturing in January 2031, subject to borrowing base limitations, with a maximum letter of credit sub-limit equal to $200.0 million, which amount may be increased to 90% of revolver commitments in effect with the consent of the Agent (as defined in the Credit Agreement) (“revolving credit facility”);
Previous wording
•$835.2 million of borrowings under our DOE Loan;
Current wording
•$879.6 million of borrowings under our DOE Loan;
Showing the first 40 of 46 pairs. Open the source sections for the rest.
Rearranged current paragraphs (3)
Current report — wording carried from elsewhere
On October 25, 2026, we redeemed $150.0 million of the outstanding 9.75% Senior Notes due 2028 that were originally issued in June 2023, at a cash redemption price of 102.438% of the principal amount, plus accrued and unpaid interest to but not including the redemption date. The Company remains focused on strong operations and continued use of cash from operations to pay down debt in future periods.
Current report — wording carried from elsewhere
Upsized Senior Secured Revolving Credit Facility
Current report — wording carried from elsewhere
Net income in the third quarter of 2025 was significantly impacted by the following non-cash items: